David Nierenberg - 15 Jun 2021 Form 4 Insider Report for Houston Wire & Cable CO (HWCC)

Role: Director, 10%+ Owner
Signature: /S/TAMIKA HOWARD, ATTORNEY-IN-FACT
Issuer symbol: HWCC
Transactions as of: 15 Jun 2021
Transactions value $: $0
Form type: 4
Filing time: 21 Jun 2021, 15:30:44 UTC
Previous filing: 07 Jun 2021
Next filing: 04 Feb 2022
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Shares	Change %	Date	Ownership	Footnotes
transaction	HWCC	COMMON STOCK	Disposed to Issuer	-665K	-100%	15 Jun 2021	By D3 Family Fund LP	F1, F2
transaction	HWCC	COMMON STOCK	Disposed to Issuer	-1.31M	-100%	15 Jun 2021	By D3 Family Bulldog Fund LP	F1, F2
transaction	HWCC	COMMON STOCK	Disposed to Issuer	-64.2K	-100%	15 Jun 2021	By Haredale LTD	F1, F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

David Nierenberg is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id	Content
F1	Pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of March 24, 2021, by and among the Omni Cable, LLC, OCDFH Acquisition Sub Inc. ("Merger Sub") and Houston Wire & Cable Company (the "Issuer"), effective as of the effective time of the merger of Merger Sub with and into the Issuer (the "Merger"), these shares of the Issuer's common stock were canceled and converted into the right to receive $5.30 in cash per share (the "Merger Consideration").
F2	Nierenberg Investment Management Company ("NIMCO") is the sole general partner of The D3 Family Fund, LP and The D3 Family Bulldog Fund, LP, and the sole investment manager of Haredale Ltd. (collectively, the "Funds"). Mr. Nierenberg is the president of NIMCO. By virtue of these relationships, each of the Reporting Persons may be deemed to beneficially own the securities owned directly by the Funds.

Content

Pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of March 24, 2021, by and among the Omni Cable, LLC, OCDFH Acquisition Sub Inc. ("Merger Sub") and Houston Wire & Cable Company (the "Issuer"), effective as of the effective time of the merger of Merger Sub with and into the Issuer (the "Merger"), these shares of the Issuer's common stock were canceled and converted into the right to receive $5.30 in cash per share (the "Merger Consideration").

Nierenberg Investment Management Company ("NIMCO") is the sole general partner of The D3 Family Fund, LP and The D3 Family Bulldog Fund, LP, and the sole investment manager of Haredale Ltd. (collectively, the "Funds"). Mr. Nierenberg is the president of NIMCO. By virtue of these relationships, each of the Reporting Persons may be deemed to beneficially own the securities owned directly by the Funds.